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HT Media > Company History > Media & Entertainment > Company History of HT Media - BSE: 532662, NSE: HTMEDIA

HT Media

BSE: 532662|NSE: HTMEDIA|ISIN: INE501G01024|SECTOR: Media & Entertainment
Jan 21, 16:00
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Company History - HT Media
Our Company was incorporated under the Companies Act, 1956 on 
 December 3, 2002 as HT Media Limited with its registered office at
 Times House, 18-20, Kasturba Gandhi Marg, New Delhi, India.
 Transfer of the Media Business
 We acquired the media business of HTL, our Promoter, through a slump
 on a going concern basis, pursuant to two business purchase
 agreements, both 
 dated August 15, 2003, the media business comprising of the entire
 printing and 
 publishing undertakings of HTL in all locations except at New Delhi,
 and the 
 publishing undertaking of HTL at New Delhi, respectively, were
 acquired by us at 
 a consideration comprising cash and issuance of Equity Shares as
 stated in
 For the details of the Equity Shares issued to HTL pursuant to the
 said business 
 purchase agreements, see section titled Capital Structure-Share
 Capital History of 
 Our Company on page 19 of this Draft Red Herring Prospectus.
 The printing undertaking of HTL at New Delhi was subsequently
 acquired by us 
 through a separate agreement dated October 1, 2004 at a cash
 consideration detailed 
 Business Purchase Agreements dated August 15, 2003 and Status
 1. Our Company and HTL executed two business purchase agreements
 August 15, 2003, transferring through a slump sale on a going concern
 i. the entire printing and publishing undertakings of HTL in all
 locations except at
 New Delhi at a consideration aggregating to Rs. 1,022.34 million
 comprising issuance of 19,755,327 Equity Shares at Rs. 51.75 each.
 ii. the publishing undertaking of HTL at New Delhi at a consideration
 comprising of
 cash amounting to Rs. 99.98 million approximately and issuance of
 Equity Shares at a price of Rs. 51.75 each aggregating Rs. 527.58
 2. The undertakings, transferred pursuant to the above mentioned
 business purchase
 agreements, comprised of the intellectual property rights and all
 other intangible assets
 related to the media business, the movable properties and the
 receivables related to the
 media business, the contracts, the financial books, records, ledgers,
 bill, cash books or
 registers and other records of every kind which contain information
 pertaining to the
 accounts and finances of media business, the consents, identified
 insurance policies and
 the investment made by the HTL in Searchlight Publishing House
 Limited, the liabilities and
 obligations whether absolute, accrued, contingent, fixed or otherwise
 which (i) pertain to the
 media business as of July 1, 2003 and arise in relation to the media
 business post July 1,
 2003, including the liabilities arising from the litigation, except
 defamation cases and
 undisclosed liabilities.
 3. The above mentioned agreements stated that the transfers were with
 effect from July 1,
 4. As per the terms of these agreements, the sale was subject to the
 fulfillment of certain
 conditions prior to the formal takeover of the business by our
 Company from HTL. These
 conditions include, inter alia, the transfer of all contracts in
 favour of the Company,
 obtaining of all operating consents required for undertaking the
 media business, obtaining
 all third party consents, HTL obtaining the consent of its
 shareholders in accordance with
 the Companies Act and the right title and interest in movable
 properties being transferred
 from HTL to the Company. The Company agreed that if any defamation
 cases pertaining to
 the media business, are filed against HTL post July 1, 2003, the
 Company shall reimburse
 to HTL all costs, legal expenses, damages or other compensation
 required paid/ incurred
 by HTL in defending such defamation cases.
 There have been no issues raised by either HTL or us on any of the
 conditions stated
 5. It was agreed that all the employees of HTL are due to be
 transferred to the Company on
 the same terms and conditions of employment as were offered by HTL,
 on the basis of
 continuity in service.
 All the employees of HTL were transferred except 986 employees who
 did not accept the
 transfer to our Company and such employees were seconded to our
 6. HTL has agreed to indemnify and hold the Company harmless from and
 against any and all
 losses, claims, damages, liabilities and fees, expenses and
 disbursements (including the
 fees, expenses and disbursements of counsel), occurring as a result
 of a breach of its
 warranties and such indemnification is the sole remedy available to
 the Company. The said
 parties have agreed that HTL shall not be liable to pay the Company
 until the cumulative
 aggregate amount of the claim exceeds Rs. 10 million.
 7. The agreements are governed by the laws of India and the courts at
 Delhi have exclusive
 jurisdiction with respect to any dispute in this regard.
 Business purchase agreement dated October 1, 2004
 1. We executed an agreement dated October 1, 2004 with HTL by which
 we have acquired
 the printing undertaking of HTL other than the employees, situated at
 Press Block, 18-20,
 Kasturba Gandhi Marg, New Delhi, 110 001 at a cash consideration of
 Rs. 50 million.
 However, such transfer is subject to the decision of the Delhi High
 Court in a counter claim
 filed by the Hindustan Times Employees Union in CS (OS) 955 of 2004
 against the transfer
 of the printing undertaking of HTL at Hindustan Times House, Kasturba
 Gandhi Marg, New
 Delhi to our Company. For details of this case, see the section
 titled Outstanding Litigation
 and Material Developments on page 164 of this Draft Red Herring
 2. The proposed transfer in the said agreement is with effect from
 October 2, 2004.
 3. We and HTL have agreed to indemnified each other against any
 losses, claims, etc
 incurred as a result of the breach of any covenant or undertaking by
 either party under the
 agreement. The agreement is governed by the laws of India.
 Major events for the media business:
 Year               Event
 1924              Hindustan Times, an English daily was launched.
 1927             The Hindustan Times Limited was incorporated.
 1936              Hindustan, a Hindi daily was launched.
 1960              A Hindi monthly magazine, Kadambini was launched.
 1964              A childrens monthly magazine, Nandan was
 1997              News website was launched.
 1997- 2003   The number of printing locations was increased from
 three to fifteen.
 2003             The media business of the HTL was transferred to our
 2004             Installation of a modern printing press in Greater
 NOIDA in the state of Uttar
                      Pradesh, India.
 -HT Media Ltd has announced that The Times of India Group & the
 Company have signed a memorandum of understanding (MoU)(Subject to
 Board approval) October 03, 2006 to establish a 50:50 Joint venture.
 -Ht Media Limited has informed that Mr. Dinesh Mittal has taken over
 as Vice President - Legal, Tax and Company Secretary of the Company
 with effect from November 16, 2006.
 -Company has splits its Face value of Shares from Rs 10 to Rs 2
 -HT Media Ltd announced the launch of mint, a world-class business
 newspaper produced in partnership with The Wall Street Journal
 -HT Media Ltd has appointed Shri Ajay Relan as an Independent
 Director on the Board of Directors of the Company w.e.f. May 24,
 - HT Media Ltd has informed that Shri. Roger Greville have been
 appointed as Non-executive Independent Director on the Board of the
 Company w.e.f. August 13, 2008.
 - HT Media Ltd has informed that the Board of Directors of the
 Company at its meeting held on September 18, 2008, has appointed Smt.
 Shobhana Bhartia as Chairperson of the Company with immediate effect.
 -HT Media launches new mobile solutions venture
 -HT Media, BURDA announce joint venture to tap media services market
 -HT Media demerges its Hindi Business
 -HT Media - Launch of 'Hindustan' newspaper from Bareilly (U.P.)
 - HT Media, publishing group, unveiled a newspaper the 'Gurgaon
 First' for Gurgaon residents, in a bid to strengthen its presence in
 the National Capital Region area.
 - HT Media Ltd has informed BSE regarding a Press Release dated
 December 05, 2011, titled HT Media to Partner with Apollo Global
 - HT Media - Launch of 'Mint' in Hyderabad.
 - HT Media Ltd has informed BSE regarding Result of voting conducted
 at the Court convened Meeting(s) of (i) Secured Creditors and (ii)
 Unsecured Creditors of the Company held on July 14, 2012.
 - HT Media Ltd has informed BSE that the Company has taken an
 initiative titled Hindustan Times - You Read They Learn. This
 year-round programme, to help in educating under-privileged children
 in Delhi-NCR begins from April 18, 2012.
 - HT Media Ltd has informed BSE that with effect from August 15,
 2012, the Company has commenced printing of its English daily,
 -HT Media Ltd has Launched MintAsia, a weekly business paper, in
 -HT Media Ltd has recommend for payment of dividend @ Rs. 0.40 per
 equity share (20%) of Rs. 2/- each for the financial year ended on
 March 31, 2014
 -Media firm HT Media Ltd has launched it’s FM Radio broadcast
 station ‘Radio Nasha 107.2 FM’ at Delhi.
 -Media firm HT Media Ltd has launched it’s FM Radio broadcast
 station ‘Radio Nasha 91.9 FM’ at Mumbai.
Source : Dion Global Solutions Limited
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